Yunfeng Financial Group Limited and other investors completed the acquisition of MassMutual Asia Ltd. from MassMutual International LLC.
For the year ended December 31, 2016, the MassMutual Asia Ltd. reported net income of approximately HKD 1.1 billion, total assets of approximately HKD 44.5 billion and total equity of approximately HKD 6.8 billion. Yunfeng FG has indicated that it will move forward with MassMutual Asia's employees and management team intact. Upon completion of the transaction and under certain conditions, MassMutual International will have representation on both the Yunfeng FG and MassMutual Asia Boards of Directors. The Board, on completion, will comprise nine Directors including at least 3 non-executive Directors and MassMutual International LLC will be entitled to nominate two individuals to act as non-executive Directors.
The acquisition is subject approvals by the Hong Kong Insurance Authority, the Securities and Futures Commission of Hong Kong, the Mandatory Provident Fund Schemes Authority of Hong Kong and the Autoridade Monetária de Macau, listing of shares to be issued as consideration on stock exchange, Yunfeng Financial Group Limited's shareholders' approval for the Whitewash Waiver and the approval of Sheen Light acquisition by the independent shareholders and transfer of 10% interest in MassMutual Life Insurance Company K.K.by MassMutual Asia Ltd. in the form of dividend. The Independent Board Committee has been established to advise the independent shareholders in relation to the acquisition. As on August 18, 2017, transaction has been approved by the Board of Giant Network Group Co., Ltd. parent of Giant Investment (HK) Limited and other subsidiaries and does not require any shareholder approval. As on August 18, 2017, transaction has been approved by shareholders of Yunfeng Financial Group. The completion is scheduled to take place on the third business day after the date on which all the conditions are satisfied or waived with a long stop date as November 19, 2018. The acquisition will be accretive to Yunfeng Financial's net asset value per share.
REORIENT Financial Markets Limited and J.P. Morgan Securities (Asia Pacific) Limited acted as financial advisors for Yunfeng Financial Group Limited. Celia Lam, Venus Lo, Cora Lei and Grace Wong of Simpson Thacher & Bartlett LLP acted as legal advisors for Yunfeng Financial Group Limited. Citigroup Global Markets Inc. acted as financial advisor and Jonathan Stone, Todd Freed, Cliff Gross, Jessica Hough, Alex Jupp, Bradley Klein, Edward Lam, Rory McAlpine, Clive Rough and Moshe Spinowitz of Skadden, Arps, Slate, Meagher & Flom LLP acted as the legal advisors to MassMutual International. Betty Yap of Paul, Weiss, Rifkind, Wharton & Garrison acted as legal advisor for GIC. Tommy Tong, Susan Leung, Don Chan and Maisie Ko of Herbert Smith LLP (Tokyo, Japan) acted as legal advisors for Giant Investment (HK) Limited. Li-Chien Wong, Xueting Zhong, Daini Li, Nicholas Norris, David Yun and Yanyan Cai of Kirkland & Ellis LLP acted as legal advisors to J.P. Morgan.
Yunfeng Financial Group Limited (SEHK:376), SINA Corporation (NasdaqGS:SINA), Sheen Light Development Limited, City-Scape Pte. Ltd., API (Hong Kong) Investment Limited, Giant Investment (HK) Limited, Harvest Billion International Limited and Meyu International Company Limited completed the acquisition of MassMutual Asia Ltd. from MassMutual International LLC on November 16, 2018. Post completion, Yunfeng Financial Group Limited will hold 60% stake, City-Scape Pte. Ltd. hold 7.5% stake, API (Hong Kong) Investment Limited will hold 5% stake, SINA Corporation will hold 5% stake, Giant Investment (HK) Limited will hold 2.8% stake, Sheen Light Development Limited will hold 5% stake, Harvest Billion International Limited will hold 4.9% stake and Meyu International Company Limited will hold 9.8% stake in MassMutual Asia Ltd.